PURCHASE AGREEMENT AVAYA INC. Purchase AgreementPurchase Agreement • December 21st, 2012 • Avaya Inc • Telephone & telegraph apparatus • New York
Avaya Inc., a Delaware corporation (the “Company”), proposes to issue and sell to the several initial purchasers listed in Schedule 1 hereto (the “Initial Purchasers”), for whom you are acting as representative (the “Representative”), $290,000,000 principal amount of its 9.00% Senior Secured Notes due 2019 (the “Securities”). The Securities will be issued pursuant to an Indenture to be dated as of December 21, 2012 (the “Indenture”) among the Company, the guarantors listed in Schedule 2 hereto (the “Guarantors”) and The Bank of New York Mellon Trust Company, N.A., as trustee (the “Trustee”), and will be guaranteed on a senior secured basis by each of the Guarantors (the “Guarantees”).
THIRD AMENDED AND RESTATED CREDIT AGREEMENT Dated as of October 26, 2007, amended and restated as of February 11, 2011, amended and restated as of October 29, 2012 and amended and restated as of December 21, 2012 among AVAYA INC., as Borrower, AVAYA...Credit Agreement • December 21st, 2012 • Avaya Inc • Telephone & telegraph apparatus • New York
This THIRD AMENDED AND RESTATED CREDIT AGREEMENT (“Agreement”) is entered into as of December 21, 2012, among AVAYA INC., a Delaware corporation (the “Borrower”), AVAYA HOLDINGS CORP. (FORMERLY KNOWN AS SIERRA HOLDINGS CORP.), a Delaware corporation (“Holdings”), CITIBANK, N.A., as Administrative Agent, Swing Line Lender and L/C Issuer, and each lender from time to time party hereto (collectively, the “Lenders” and individually, a “Lender”).
AMENDMENT NO. 5 TO CREDIT AGREEMENTCredit Agreement • December 21st, 2012 • Avaya Inc • Telephone & telegraph apparatus • New York
AMENDMENT NO. 5 TO CREDIT AGREEMENT, dated as of December 21, 2012 (this “Amendment”), among AVAYA INC., a Delaware corporation (the “Borrower”), CITIBANK, N.A., as Administrative Agent (in such capacity, the “Administrative Agent”), and the Lenders (as defined below) party hereto.
PLEDGE AND SECURITY AGREEMENT dated as of December 21, 2012 among AVAYA INC., as Company, CERTAIN SUBSIDIARIES OF AVAYA INC. IDENTIFIED HEREIN and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as Notes Collateral AgentSecurity Agreement • December 21st, 2012 • Avaya Inc • Telephone & telegraph apparatus
PLEDGE AND SECURITY AGREEMENT dated as of December 21, 2012 among AVAYA INC., a Delaware corporation (the “Company”), certain Subsidiaries of the Company from time to time party hereto and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., as the collateral agent (the “Notes Collateral Agent”) for the Secured Parties (as defined below).
